Neo Spiderman
by Jyn-the-Raccoon
Summary: What it would be like if Peter had a son instead of a daughter, No flames! i am new
1. Chapter 1

(A/N: Disclaimer: I don't own Peter or Mary Jane or the original villains of Spiderman [along with the real identities of the Big Man and Vixen, but I do own [spoilers!] Peter and Mary Jane's alias' and the new villain forms )

Chapter 1 (or chapter what the heck is going on?):

Waking up with a slight ache in his neck, Matt Tyler woke up groggy as ever. Matt got out of bed and shuffled downstairs from his second story bedroom to grab some breakfast before having to rushing out the door as usual for school. Matt was gathering up the needed ingredients and utensils to have some cereal when his mother and younger brother Nick joined him in the kitchen. He acknowledged their presence with a nod and a "good morning" and continued setting up his meal. Nick watched his brother, almost reverentially; make the cereal, which wasn't uncommon, because Nick thought Matt was the coolest person in the world, period. Matt was a 15 year old freshman who was 3/4 through the school year. he had light brown, short hair that sat on his head nicely so he barely had to fix it in the mornings, he had deep, dark blue eyes that had a subdued shimmer, as if he was constantly yearning for something, he was about average height, 5'6'' to 5'7'', and a light sprinkling of freckles across his nose and cheek area. But besides all these admirable features, Nick thought the coolest thing about his big brother was his oddly shaped birthmark, on his palm of all places. It was a dark line right in the middle of his right hand that seemed to spread out from left to right across his hand, into many smaller lines. Matt had learned to ignore it, but the odd pattern still fascinated Nick to this day, he would ask to see it whenever the opportunity arose. Nick turned to look at his mother, who was making toast for herself at the moment. Madeline Jennifer Rebecca Tyler (Madeline Jennifer being her full first name, MJ for short), was a woman of 39 who was the kind of person who knew the right thing to say at just the right moment. She had light red hair, vivid green eyes, and the bubbliest personality you ever did see. But the best thing about her was that she had the best relationship possible with her children. Even though it was kind of weird to others around them, MJ was Nick and Matt's best friend, confidant, and mentor. most people were surprised that she was able to take on the role of mother and father (her late husband Richard died a few months after Nick was born. he died from a car accident caused by a criminal chase down the wrong side of the road), because when Richard had been alive she seemed the complying housewife, not the controlling type. Even so, she fell into it almost perfectly, it seemed to her friends that it was her way of grieving for Richard, taking the boys to sports, helping with homework, encouraging them to work hard in school, and teaching them how to be responsible young men. All that she set out to accomplish to do with her boys had certainly become a reality. Matt was in many honors classes in high school and passing them with ease, and ten year old Nick was a very well rounded individual; playing three instruments and engaging in many sports. Both had a good sense of right and wrong and a sense of duty, responsibility, and proper pride. But, although it seemed that their little family should be happy, there was still a big gaping hole where there father and husband should have been. MJ knew it had scarred Matt terribly, and Nick had no recollection of his father whatsoever, so even though it had been ten years, to the day actually, the wound it had left never went away. Matt sat down at the table now that he was done preparing his cereal and was currently gorging himself on Cocoa Puffs. As he stuffed his face, he sullenly remembered that today was the anniversary, the ten year anniversary, and to him it seemed like only a couple of weeks ago. he felt like he was the only one holding his family back, his mother had stepped up an taken charge, his brother was a very reliable hard worker, and he knew that he was the big brain, all the teasing and taunting at school never let him forget it; but even so, he felt as though he hadn't found a way to grieve. Matt was so wrapped up in his thoughts that he hadn't realized he finished the whole bowl of cereal, so he was dipping his spoon into nothing.

"Uuuh, Matt...What are you doing?" his mother inquired with a chuckle.

"Huh? What...oh! Ha ha! I guess I didn't know I finished." he said apologetically

"Thinking about dad?" she asked

"Yeah, how did you know?"

"Well, you just get that look in your eyes, that look was the same as your father's when he was working on something. He got so caught up in his thoughts that he'd always forget one thing or another." she replied. After Matt pondered that thought, that he had the same look as his dad, something he was quite proud of, Nick spoke up

"Daddy was a really smart scientist, wasn't he mom?"

"Yes he was, Nicky. his experiments could have changed the world if he could have continued, but sadly, after he died, no one could understand his notes or reports, so most of his projects were shut down" she concluded. They had this conversation every year, and each year their mother would give the two boys new information about their brilliant dad. That new piece of info this time was that his experiments had been shut down. Matt got up from the table to go get ready for school and Nick soon followed. MJ sat their for a while, her shift at the acting agency where she worked not starting until nine and the clock registering at seven forty-five, contemplating what to do about this years anniversary. She couldn't very well just do anything, because then she wouldn't feel at ease for a long time. Usually on the anniversary, each of the members of the Tyler family would do something individually, and MJ herself would visit Richard's grave and "talk" to him for a while. She had no idea what her boys did, but that was fine with her, she trusted them. So as not to waste her time, MJ ate her toast and decided to bake some brownies for after school, so she got up from the kitchen table and started to get the ingredients. Matt was upstairs changing into a navy blue T-shirt and underneath was a white longsleeve undershirt, dark jeans, and colorful red shoes. As he gathered his books, arranged his backpack, and checked his face for any outstanding blemishes, he thought about his father, as he often did on this day, April Fourth. His dad's experiments had been shut down? They couldn't read his notes? An interesting development. Matt wondered if they destroyed the work, but that was unlikely since the government never threw away anything. And if that was the case, where were they storing everything? It was a predicament that was beyond Matt's resources to solve. Walking down the stairs, Matt met Nick and they walked out the door just after saying goodbye to their mother. Emerging into the crystal clear sunlight, Matt and Nick were greeted by the streets of Queens, and the skyline of New York. Walking side by side to the bus stop, the two conversed about school, friends, and guy things in general. When they arrived, they preceded to sit on the bench and wait for said bus. Both sat silently, abruptly ending their chat to think more about the anniversary. Nick was thinking about if he should ask Matt to tell him a story about his dad, preferably the one about the beach, that one was his favorite. Nick's bus arrived first and Nick said goodbye to his brother before being whisked away by the rolling wheels. Matt took his time to examine the environment around him, the skyscrapers in the distance, the newsstand on his left, the pretzel cart on his right, normal as ever. But Matt felt an odd sense of foreboding, as if something important was about to occur, then he realized that for one, his bio test was today, and two, he hadn't studied. Matt was a little bit worried, but not too much, he had studied every other day of that week for that test, so he was confident in his abilities. When the bus came, filled with other students, Matt shuddered, this was the worst part of school, having to sit in the back, always on guard against pranks and tricks, and it was the same humiliating sequence over and over again. Matt worked his way down the aisle, every few people glaring at him, any other ignoring him or blocking their seats as to prevent him from getting any ideas. Matt took his usual seat in the back, right over the tires, the place where all of the potholes caught. Matt was constantly guarding himself and his possessions from anything causing harm, the pranks they played were unpredictable. Matt waited and after he was sure no one had anything planned, he relaxed. When the bus stopped, it stopped at one of the most prestigious schools on the island, Midtown Manhattan Magnet High School, or M3 for short. Matt headed to his locker and grabbed his morning supplies and headed to bio class. Sitting down, Matt saw Terry, one of his best (and only) friends. She had short, dark hair that curled inwards, purple eyes induced by colored contacts she wore, Terry was a tom boy that dressed like a girly girl, so today like anyday she looked like she belonged to the popular crowd, but by a miracle she preferred to hang out with him. She strolled over and they started to chat

"Hey Matt! What's up?"

"Hey..." he said dejectedly.

"Oh...is today the day, is it?"

"Yeah...how did you know?"

"Oh...well...I looked in the obits?" she whispered embarrassed, her smile hiding her blush.

"Oh, it's OK, it's kinda nice, but..."

"If you don't want to talk about it, it's OK. We can get together at the spot at lunch OK?"

"Sure...uuuh...good luck on the test."

"OK, you too. Bye." as she departed, Matt was grateful she understood, he didn't like talking about his dad with a lot of people. As class started, Matt began his test. As usual, he finished first. He walked over to the turn in drawer...but suddenly he was on the ground, elbows throbbing and bloods flushing into his cheeks. All looked up from their tests, to find their least favorite student flat on his face, which caused unbridled joy among most of them, except Terry of course, who just had a blank expression, she refused to show pity, because she knew the thing that Matt hated most was pity. Matt got up and dusted himself off, and continued what seemed to be the now endless trek up the middle aisle to the teacher's desk, which seemed to ignore the event that just occurred. Matt turned in the test and made sure that he stayed away from the middle aisle. after the period was over, the rest of Matt's morning classes went as could be expected, at least one comment about how he should just go to a university and leave them all alone, one kick me sign, even one wedgie. Yes all classic pranks, the kids at Matt's school lived for the oldies, but all meant to hurt none the less. At lunch, Matt bought his food and headed outside to the spot, the place he and Terry sat on special occasions. It was a grove of low lying trees behind the school, where one could climb with ease. It was technically off school campus, but nobody missed the two, so they didn't care. Terry had already arrived and was sitting in a tree nearest the fence, looking as cheery as ever.

"Hey, could you hold this for a sec?" Matt asked motioning towards the food on his plate.

"Sure, be glad to." Terry replied while grabbing the plate. Matt climbed up the fence and stood on top while holding on to a tree branch, and proceeded to climb up said branch. Sitting opposite of Terry, Matt took his food back and started to munch on his pizza, while Terry spoke

"Well, my day was just hectic, how about yours? I just got calls of 'nerdette' all day! Seriously, those troglodytes don't know anything about how to treat exceptional people, you and me, we're exceptional, that much I know." she concluded with a huff.

"Why do you complain? It's not gonna change anything" Matt said.

"I know, but it helps me calm down, you know how I get when I am angry" she replied. Terry reached for her lunch and started eating, and both were silent for a while. Then Matt spoke up

"Well, I have to get to the lab; I guess I'll see you later then."

"OK, see ya." Terry said, only with a remnant of cheerfulness, Matt left the tree and headed for school.

(A/N: I finally finished, I am so proud of my self! yay me!)


	2. Chapter 2

Chapter 2 (or chapter, something cool is finally going to happen!)

Matt walked over a couple blocks to the elementary school to pick up Nick and bring him home. Matt sat on a bench near the entrance of the school and watched the kids file out of the school. Nick immediately ran over to the bench and hugged Matt.

"Hey buddy! How was school?" Matt asked as he ruffled his sibling's hair.

"Great, we went to music class today and I got to demonstrate how to play the guitar! It was so much fun; I got to be a star!"

"That's great Nicky." Matt replied. They continued to the bus stop and got on the bus when it pulled up. It being two hours before the commute, the bus was virtually empty, as it was most every day. Nick asked Matt that fateful question from this morning

"Matt, would you tell me the beach story, !" Nick begged. Matt inwardly did not want to tell, but Nick's puppy-dog eyes refused to let him...well, refuse.

"Oh...OK, for you, when we get home."

"YAAAAAY!" Nick cheered. The rest of the ride continued in silence, Nick anticipating the wondrous story awaiting him. When the bus came to their stop, Nick was practically bouncing off the walls with excitement.

"Matt! Race ya!" Nick yelled before rushing off down the street.

"Nick, wait for me, you know the rule!" Matt sped off after him. Nick turned the corner out of Matt's sight...only to be met with a wall of muscle. Nick fell to the ground, and looked up to see the hardened face of a New York street thug. What was even worse was that Nick had made said thug drop his spoils, and since there was no police around, it gave the guy more time to take revenge on some stupid kid who made him loose his loot.

"Watch where you're going you little brat!" the thug yelled, picking Nick up by the collar, and at the same time pulling out a knife. The sight of the knife made Nick give off a whimpering sound, and at that moment Matt rounded the corner.

"Nick...!" Matt gasped.

"This your bro?" asked the thug. Matt nodded. "Well, I think he needs to be taught some manners!" said the thug, raising his knife to Nick's throat. At that, adrenaline kicked in, Matt whipped out his cell phone, placing his finger over the # symbol

"You put him down, or I'll call the cops!" Matt said. The thug scoffed at him

"Cops? There aren't any around for blocks, they'd never make it."

"Well, you asked for it, Nicky, maneuver gamma!" Matt and his mother had planned for situations like this, and taught Nick the appropriate signals. Nick grabbed on to the guy's arm and bit into it, hard, forcing the man to let go. After which Matt pressed the # button and out flew a tazer, which was promptly used on the thug. Matt grabbed Nick's hand and flew down the sidewalk, dodging humans and stands and feet all the way back to their house. On the stoop, Matt and Nick stopped to catch their breaths.

"If mom asks, we raced and you won, no sense in worrying her." Matt said

"Gotcha Matt." affirmed Nick. Both walked inside panting, and heard their mom heating up something in the oven.

"Hi boys, how was school?" MJ asked.

"OK" said Matt.

"Great!" said Nick.

"You guys want some brownies?"

"Sure!" replied both. "I'll get the milk" said Nick. While MJ pulled the brownies out of the oven. Nick got three cups and the gallon of milk on the table and poured it accordingly. The family chatted for a while, having delight in each others company. After the chat, both Matt and Nick did their homework. When it became seven-thirty, Matt and Nick headed into Nick's room and opened up his pop-up fort. They closed the window, turned out the lights and turned on a flashlight while climbing in the fort.

"Story time!" Nick cheered.

"OK, OK, here's the story..."

_One day, the whole Tyler family was enjoying a day at the beach, excluding Nick, because he wasn't born yet. Matt was out in the water playing with his father and his mother was sunbathing on the shore. Matt and Richard were in the process of swimming out to a nearby sandbar in search of treasure as in shells. Matt was on Richard's back for the ride out to the sand bar, they were having the best fun. Suddenly, something brushed against Richard's leg, and it hurt!_

_"Ouch!" He yelped_

_"Are you OK daddy?" Matt asked._

_"Yeah, I'm fine, something just hit my leg, but I think we'll have to turn back, sorry kiddo."_

_"It's OK daddy." Matt said sadly. Richard started to head back to shore, it was getting tough, but Richard wasn't afraid of a little muscle strain. But the shore seemed miles away, and swimming wasn't Richard's forte. Then, Richard felt it again, and it hurt even more, it drew blood this time. It surfaced, the distinct triangle shape. _

_"A shark..." Richard whispered. Adrenaline surged through his body, and shivers through Matt's. Richard knew his son was getting cold, but any sudden movements would set the shark off, especially with his blood pouring into the water. _

_"Daddy, was that a shark?" Matt asked, teeth chattering._

_"It's OK Matt; everything is going to be fine. Hold on tight." Richard started dog paddling slowly to shore, the cold water probably was making the shark sluggish, which was why it wasn't attacking. The shore was getting closer now, the water warmer. CHOMP! The shark bit down to the bone. The shark was waking up because of the warm water. _

_"Matt, can you swim the rest of the way?" _

_"sh...shh...sure." Matt slipped down his dad's back and paddled like there was no tomorrow. Richard pulled some goggles out of a pocket in his suit, put them on, and dove under the water. His leg was still bleeding, but it would heal. A buzzing in his head made him turn around, and the shark was going to ram him! He pushed off the bottom of the ocean and rammed into the side of the shark, into its gills. He then grabbed the shark's tail and YANK! Pulled it backwards through the water, with his bare hands, killing it instantly. He swam back up for air and started to the shore..._

"Wow that is awesome! Dad was so cool!"

"Yeah, dad was a regular hero." Matt agreed.

"More like a super hero! I bet he had super powers! I bet my whole allowance our dad had super powers!"

"Ya think so?" Matt raised an eyebrow.

"For sure, and I bet you and I have super powers too! How cool is that?" Nick was practically on fire with excitement.

"Well, what kind of powers do you think we have, eh genius?"

"I don't know, but I bet they are cool, beyond cool, we could totally fight crime!"

"OK, OK, kiddo, time for bed, it's nine at night and we are going to the water park tomorrow, so you gotta get up early."

"Oh...! OK, goodnight, Matt, waterpark tomorrow, yay!" he crawled out of the fort and hopped into bed. Matt left the room and went downstairs to see his mom. MJ was in the living room, on the couch eating ice cream.

"Hey mom," Matt called attention to his presence as he sat down on the couch.

"Is the little guy asleep?" she flashed a smile at her son, which he returned.

"Yepp, that story gets him to sleep every time, and every time he claims that dad had super powers, I think he believes it." Matt wondered aloud.

"Richard was pretty close to it, I always remember when he was working on something, he would work nonstop, no food, no sleep, just work work work." she chuckled at the memory. Matt imagined his father, at work on some big project, a bottle of water at his desk, him going over reports, it sure sounded like him. Matt got up and went over to the door, and got his shoes and coat.

"I'm going out..." Matt said.

"OK, come back by curfew." MJ replied.

Matt nodded and went out the door. He stepped out into the cold night air and headed west, behind his suburb complex, and into a small forest of trees. This is where he went every anniversary, this was his sanctuary. Matt entered the forest and headed to a small clearing in the middle. He lay down on the soft grass, and looked up at the few stars he could see, it being New York and all. He remembered a saying his dad told him when he was five. His dad said "the stars are vast, so vast that they create a bigger picture than just themselves. If humans could just join their big picture, than the world wouldn't need Me." but of course, independence always got in the way of the big picture. That's even why his dad died, the crook couldn't earn money the right way, he had to be a jerk and steal for his money. Sometimes, it just made Matt so mad, he could probably explode.

'If only, if only...there's no point in saying if only. It just makes you feel worse. But sometimes, if only lets you let go. If only dad hadn't worked late...if only they had caught the guy...' "If only I was there, I could have helped! I want my dad!" Matt screamed to the stars, the only ones around to listen. He stood up, wiped up his tears, and looked heavenward once more. This time his eyes focused on a particular star. It shined brightly; too bright to be a regular star, you can't see super bright ones like that in New York. 'This is not right, that is not a regular astronomical phenomenon. Hey...is that getting bigger?...it is! Its heading closer...it must have broken the atmosphere by now, it's flaming. Let's see, if I can roughly triangulate the trajectory...crunch the numbers, wait! That can't be right! That means it's headed straight for...!' Matt didn't have time to finish his thought because he had to jump out of the way of the flaming projectile. A crater the size of a small lake ensued and Matt was just out of the line of fire, the edge of the crater touching his sneaker. Matt was wide-eyed, the thing was a capsule, like an escape pod out of a sci-fi movie. It was a long, cylindrical piece, but not long enough for a person to fit in, not wide enough either. Matt guessed that it was a package. 'But what use would anyone have for a package if it was randomly shot; no recipients would be able to find it. Only other option was that it wouldn't matter where it was shot as long as it got here. I better check it out.' Matt got up from where he fell from the blast and headed into the crater. From where he was, Matt couldn't see a door, so he walked around the other side of the capsule. On the other side, there was no door, just a slot with a button next to it. 'How weird, I guess it is a package, but it can't be alien, I've seen it on too many science channels, except for the slot. I guess the button opens it. Should I open it? Well, I guess I got nothing to loose.' Matt pressed the button and a tray popped out, a tray with a test tube on a stand in it. He picked up the tube to see some sort of thick, dark substance in it...and it was moving. 'It looks angry, eeeeeewwwww; it's so gross, yet so fascinating. I wonder how you open the tube; it has a metal encasing on the top. Maybe if I press...!' the sticky substance rammed itself against the tube...breaking it. It leaked out of the tube and onto Matt's hand. Matt stared at it wide-eyed, it just sat there, as if it was examining him.

_-DNA match found, closest relation to Tyler, Richard, confirm?_ The thing was speaking to him, inside his mind! So this was for him, it must have been one of his old experiments!

"Uhh...uhh...yes, confirm." Matt replied

_-confirmed. Preparations beginning for cancer treatment instructions, query? _A query was a computer word for any questions, and yes Matt had lots.

"Yes, query. Where did you come from?"

_-query processing...I was created and programmed in the space colony S.H.E.I.L.D. then transferred to storage satellite after termination of Tyler, Richard._

_Query? _

"Query, what were you designed for?"

_-query processing...I was designed to irradicate cancer cells and tumors. I can only be unlocked and reprogrammed by a close family member of Tyler, Richard, of which you are. Last query? _One last question, Matt knew just what to ask.

"Query, are you sentient, and if you are...did you like my father?"

_-double query processing...I am sentient; I am conscious of my being and have feelings like humans, although I still must operate like a computer_. _My creator, Tyler, Richard, was a very good man, I learned of what he was trying to do and appreciate him for it. Start operation process?" _Operation process? What does it mean by operation process? Well, if it was his father's, then he really had nothing to loose, did he?

"Start operation process." Matt replied

_-confirmed. Warning, operator may experience uncomfortable itching and pain for a few moments. Starting up operation process...error. Data lost in the crash, unable to start operation process. Alternative, use DNA tracking system to impart basic structure of treatment. Advisory, original creation will be destroyed in t minus two minutes due two system shutdown. I am willing to do this for the sake of what Richard would want, confirm, Matt?_ Matt had a big decision to make. Either let his body be used for some sort of science experiment, or let his father's work die with this creation. Matt was willing to do anything to keep his father's legacy alive, the choice was clear.

"Confirm, and thank you, so much."

_-confirmed. You are welcome Matt, I am glad to do it. Warning, severe pain might be experienced. Beginning process..._

Matt felt a weird tingling sensation spread from his hand where the thing was to his arm, his head, and his whole body. Then it hit him, the pain was almost unbearable. Matt fell to the ground with the thing still attached, chills and heat waves hitting his body, sweat running through all his clothes, pooling around him. His eyes were sunken and looked like vanilla pudding.

_-transference complete...thank you, Matt...For helping your dad...he would have been proud. _The thing said with some difficulty. Through all the pain, Matt felt the thing shut down, never to power up again. It detached itself from his hand and slowly dissolved into the ground. Matt was so full of pain, so full of aches and chills and heat and sweat. Finally, Matt blacked out.

...

_Matt...Was... free. He felt so liberated, so full of energy. Only problem was that Matt couldn't see, but that suited him just fine, he didn't need his sight. He had his hearing, and he sense of feeling, and this other sense, he could do anything. Matt felt the wind rushing into his face, the zero gravity experience that felt like you're on a super awesome rollercoaster. Matt had been trying to open his eyes this whole time, but his eyelids had resisted, like they had a mind of their own. But they finally opened. They opened to reveal Matt was high over New York City, swinging on some sort of rope. The sight should have alarmed him, but he shrugged it off like it was something he did every day. Matt had been on the same rope for a while now, and his body was uncontrollable, his hands let go of the string, Matt's heart sped up in his chest, he started falling, but then, Matt's head turned to look at his hand, which was covered in some sort of glove. Suddenly, a rope came out of his wrist! Matt couldn't believe what he was seeing, but even so, there was no fear behind his astonishment, it felt totally natural, which struck him as odd. He continued through the city, but then felt the rope go taught and stop. Matt felt the blood rushing through his head, letting him know he was upside down. Focusing on his sight, he saw he was looking at himself in a window of one of the skyscrapers, he couldn't really see what he was wearing, but he could feel that it was a skintight, durable material. the one thing he could see were the eye pieces of his mask, black as night, light glinting off of them, tinted so no one could see what his eyes looked like, it made him look cold and distant. He also saw that the rope that had previously shot out of his wrist was shiny, gossamer material, but it was so thin Matt wondered how it held his weight. He could see his dark figure in the window, he almost looked like some sort of hideous monster, but at the same time something you had to marvel at, something you couldn't take your eyes off even if you tried. Suddenly, Matt's vision was blurred, and he was falling..._

(A/N: yay cliffhangers! I hope the people reading this like it, tell me! You can criticize, but nicely!)


	3. Chapter 3

Chapter 3 (or chapter...just plain awesome.)

(A/N: OK, I know you all might think you know where this is headed, because my storyline kinda follows the original but you don't seriously, I am just warning you, don't anticipate anything! this thing I'm talking about won't happen this chapter of course, but, like I said, don't anticipate anything!)

Matt woke up in his soft, warm, bed. He slowly got up and checked the clock, which said ten o'clock. Matt knew they left without him; the house was too quiet for ten o'clock on a Saturday. That was just fine with him; his head was throbbing so badly he didn't feel up to going to the water park. Matt made himself a bowl of cereal and sat down to breakfast in the living room. He saw a note on the endtable from his mom that said:

Dear Matt,

Nick couldn't wait any longer, you know him. So we grabbed a couple of his friends so he won't be alone. I know you must have stayed out late because you wouldn't wake up, no matter what I tried. But it's OK; we'll grab some food on the way home and have some family time when we get back, which will probably be about six, so just wait up for dinner OK? See you later

Mom

P.S. Nick says hi!

Matt was relieved mom wasn't mad at him, and was also relieved Nick wasn't going to the waterpark alone. so with all of the pressing matters that were formerly weighing on his mind taken care of, Matt decided today he was just going to relax. Turning on the TV, he selected a good channel, and started eating. Matt was contemplating his really weird dream. Was it a dream? It must have been, because there was no way that some little black ink stain could use DNA tracking to find him from outer space. But, his dad had pulled of miracles before, and Matt wasn't about to doubt his abilities as a scientist. So...maybe instead of just taking the day off, Matt could use today to discover what the thing had meant by "basic structure of treatment". And what about that other part, where he blacked out, was that some kind of display, to show him what that decision had done to him? Well it was a long shot, but Matt could handle long shots. Matt finished his cereal and put the bowl and spoon in the dishwasher. He went back upstairs and got dressed in some sweats, so he could be ready for what was to come. Slipping on his shoes, he went outside and took a bus to a part of the city with higher buildings, he wanted to able to hide within the concrete jungle, a part of him felt keen on dark secluded places. when he arrived somewhere near Times Square, he got off the bus and walked around to look for a good spot to try out what he was thinking. Matt chose a suitable alleyway, out of the sight of anyone so as to not draw attention to him. Matt stood in the alleyway, trying to recall how that thing came out of his wrist in the first place. He remembered that in the dream, he used some sort of hand signal, but couldn't quite see what it was.

'Wait, I'm not thinking this through logically. To get to the kind of height that I was at in the dream, I would have to get up there before I started swinging, is there a way I can do that?' Matt leaned up against the wall of the alleyway and thought about his predicament for sometime, then, when trying to move to a different position, he had some difficulty removing his digits from the wall. 'OK, either there was glue left over from a poster or my fingers just acted like crazy glue.' Matt tried it again, putting his fingers on a different area of the wall, again they stuck. He tried his other hand, with the same results. 'Hmmm...looks like I found my way up.' Matt tentatively placed his two hands in optimal climbing positions...and lifted his feet off the ground. At the moment all of his weight was supported solely by his fingertips. Matt lifted his left hand and set it higher up, and slowly but surely started climbing up the wall of the building. 'Wow, this is awesome!' when he finally achieved the rooftop, Matt vaulted himself over like it was nothing. But it was no small feat for someone who was absolutely terrible when it came to physical exertion. He was a good way up into the air, maybe twenty or thirty stories, Matt figured it was now or never. 'Well, maybe if I methodically go through different hand motions, it will work.' Matt first tried sheer will, but that didn't work. Then he tried bunny ears, the rocker sign, and eventually just shaking his hand around. 'Hey I'm forgetting something, my wrist was turned up, it was facing the sky.' so he turned his wrist up and tried the bunny ears and then trying the finger signs for one through four. Last but not least, he tried the rocker sign in the inverted position...THWIP! A strand of gossamer white material flew out of a tiny, almost invisible slit on his wrist. The material landed on a billboard posted on the building, and it stuck there. Matt walked over to it, when he got a close look at it...'hey, this totally looks like a spider web! It all makes sense! How it was so strong and yet so thin! But that means, on my hands, it must be those tiny gripping hairs that spiders have! I have spider powers! That makes me wonder, how strong am I now?' he found a stray piece of metal on the ground and picked it up. It was metal piping that most construction workers would have to bend with a special tool. Matt took one side in each hand and bent the thing into a pretzel.

'I have to admit...this is pretty sweet.' as he marveled at his strength thousands of questions were piling up at the back of his mind, but Matt just shrugged them off for another time. Finding opportunities to try out his new powers was the only thing he cared about at the moment. Matt tested his strength on other things as well. He smashed in an air vent, punched a hole through the billboard, and made a three inch dent in a solid brick wall. He was elated, never before had he held so much power in his own two hands, never had he felt so in control. It was and addicting feeling. In fact, it was so addicting, Matt decided to jump off the side of a building to show the people of New York just how invincible he was. He took a good running start off of the roof and bounded into the air, and when his common sense finally hit him, so did the wall of the next building. 'Wow, I jumped that whole gap? Cool, I might have even made it over if this building hadn't been so tall, hmm, now is as good a time as ever, lets try out those webs!' Matt climbed up to the roof of the new building and sat on the edge. He aimed his web at a much taller building nearby and shot it a line, but made sure to grab onto the end. 'Woah, now i'm feeling nervous, but I'm not letting a little vertigo slow me down, here goes nothing...'

"YAAAAAAAHOOOOO!" Matt cried as he swung himself off the edge of the roof, and that familiar feeling from the dream came back to him. The freedom, the energy, the excitement was like nothing he'd ever experienced before. The G-forces pulling down on his body and then letting go like an invisible catapult. He did this for a while, swinging and swinging, but eventually decided to stop because one, he didn't want to draw attention to himself and two; he was getting to far from home. Matt let go of his web and his arc landed him on a small two story building. Crawling down the wall, he stepped off of it and onto solid ground. Walking out to the main road Matt was hit with a feeling of claustrophobia, it was slight, nothing that would make him do anything rash, but just enough to make him paranoid. People bumping into him, crowding him, it was the worst sensation he had ever known. A part of him just kept saying 'climb up a wall, swing on a web, do something! I don't want to be crushed!' but he controlled himself. The whole walk back home was also filled with a tingling sensation at the base of his skull, warning him to keep away from feet and projectiles. Matt wondered if this was one of his new powers, but decided he could sort it out later. Walking home was going to take a long time, but it was good to be bipedal every once and a while. Arriving at Forest Hills, Matt walked to the stoop of his own house and inside, the questions he had eluded that afternoon now started to creep up on him. 'Wow, that was a break from the everyday, but I still have so many questions; how did my dad come upon these powers? They certainly weren't his. Why did he use them in that cancer suit? And where did these powers come from anyway, a lab? A freak accident? Some idiot who decided to dip himself in a vat of toxic chemicals? well, whoever the first human guinea pig was, it won't be hard to find at least a bit of dirt on the subject, I could go to the library tomorrow...' his thoughts were interrupted by his family coming through the front door, Matt hadn't realized it was that late, but apparently he'd spent a lot more time web-swinging than he originally thought.

"Matt!" MJ yelled. Matt came around the corner from the kitchen to the living room to see his mom and brother coming through the door, holding to go bags.

"Oh hi guys!" Matt said.

"Hey Matt, how do you feel?" MJ asked. at first, he thought it was the most absurd question to ask, him being the best he'd ever felt, but then he remembered how he felt that morning, tired and achy.

"Great! What did you get?" Matt was hungrily eyeing the food in the bag, he hadn't eaten lunch, and his new body needed copious amounts of energy.

"We stopped at the Five Guys and got burgers, we only ordered one fry though, and you know how it is."

"Sure, sounds delicious. Hey Nick, how was the park?"

"Totally awesome! they had added some new slides and a playground since we've been there, but my favorite is still the lazy river." Nick said proudly. Matt could see that just like always, Nick was still wet, probably refusing to get out of the water until the very end, it was just like him. It was also like him to soak his towel so wet it didn't dry him, so Matt ran to the laundry room adjoining the kitchen to get a fresh one. Handing it to Nick, they all sat down at the kitchen table to eat and chat.

"So Matt, what did you do all day?" Matt inwardly flinched at that, because he knew he couldn't be completely forthcoming. He wasn't about to scare his mom to death, or cause his brother to have a coronary from pure astonishment. No, it was probably better for them not to know; only because he didn't want to worry them, his mom had enough on her plate already.

"Oh, I just sat around for a while, and then I got in some exercise just before you got home. Just a refresh day."

"That's nice. Oh Nick, tell Matt what you did at the pool today." MJ reminded her son. Nick's face lit up immediately.

"Oh yeah! Matt, guess what I did, just guess!"

"OK. Hmmm...yooooou broke the record for most time holding your breath? Or how about ate the most churros in an eating contest? Did you swim the most laps in the lap pool?"

"Wrong, wrong, and wrong. No, I dove off the high diving board and did a perfect front flip!"

"That's amazing Nicky! Wow, that would've been something to see, let me tell you." Matt praised his brother.

"I got it on my camera;" MJ added "I'll show it to you later."

"Cool!" Matt was sorry he missed such a momentous occasion, but he had a lot more things to deal with, his praise was encouraging to Nick, but inside he knew it was half hearted. Anyway, after dinner, all went to bed, it had been an exciting day, and Matt needed time to sort things out. When he climbed up the stairs and came into his bedroom, he knew it was no use trying to get some sleep. He had to much newfound energy. It was almost like a two year old hyped up on sugar, they wouldn't go to bed no matter how hard you tried. Matt started thinking, 'well, how am I going to approach this? These powers, what can I use them for? lets start thinking up some ideas, I know mom is in desperate need of money, she may work for an acting agency, but she is just a secretary, and for a small business she can't bring in much, so I would hope whatever I choose, pays. Hmmm...well, the one thing I could see myself doing is showbiz, that is one of the only things these powers are good for. But where to start...oh yeah! They have that local show in New York called Colorful Characters! It is kind of an amateur hour, but I'd bet I could get somewhere with a good costume and a great routine. That seems like something I could shoot for.' This whole time Matt had been pacing around his room, and pretty fast too! It had tired him out to the point to where he could possibly sleep, but it wasn't likely. Matt wondered if there was something he could do to tire himself out. 'I know! It is perfect!' Matt went down the hall into the bathroom and washed his hands, he didn't want to leave any evidence of what he was about to do. He walked back to his room and decidedly climbed up to the ceiling. Carefully removing his feet from adhering, he supported himself by his digits. Matt got in some exercise by doing pull ups. before he couldn't even do one, but now there was no end to the amount of pull ups, push ups, sit ups, and just about anything else he could do. He did his pull ups for bout an hour, and then dropped himself to the floor, landing silently; he was surprised at how stealthy he could actually be. Climbing into bed Matt's final thought was 'tomorrow, it will be different.' before he drifted into sleep.

(A/N: I really like this chapter, but let me know if Matt's character needs to be deeper, cause I feel he should. but I seriously think the next few chapters will be the bomb, hopefully, that's all for now!)


	4. Chapter 4

Chapter 4 (or chapter, it is time for someone to get the crud kicked out of them!)

On his way to the library that morning, Matt had run into Terry on the bus, and they decided to join up on their trip.

"So, what are you looking for?" Terry asked. Again Matt would have to fudge the truth a little, but much less compared to last night.

"Information on some guy who worked with my dad, I think he may have helped

With a very important experiment my dad was working on." that much was true, he knew that his dad had had some assistants in the past, even though he didn't talk about them. "What about you?"

"Oh, nothing exciting, research for a paper. What you get to do is intriguing, all I get is to look up facts and figures." she complained. "Maybe after I finish, I could help you with your research, is that OK?" Matt inwardly shrugged; he saw no harm in it.

"That would be great." he assured her. The rest of the bus ride continued in silence, but in no time they were pulling up to the front of the eloquent building. It looked like one of those Greek buildings in the front, with the pure white pillars supporting an A-frame. But the rest was good solid brick, a nice touch to an already ancient looking building. Matt himself felt it was like a temple that housed a great treasure, akin to the Indiana Jones movies, only this was a treasure of knowledge that was free to anyone who chose to partake of it. but many, if not all of the teens at his high school probably would've gotten a cold had they been within twenty yards of the place. As the two friends entered the library, each was swept in the direction of their needed information. Matt was in the local archives, meticulously poring over the newspaper articles, reports, and papers of many a local critic and editor. Terry walked over to the computers to begin research on her topic for English class. Once Matt found a lead, time ceased to have any meaning, he could have been there for months, weeks, or even years, he wouldn't have cared. Whereas Terry was agonizingly bored, she thought her head might possibly deflate from lack of info. But when she was finished, Terry headed over to the local archives, where Matt was most likely to be. The local archives were in a room all by itself, it being one of the best places to learn about New York's rich history. Of the many people, places, and events that surrounded the concrete jungle. When she entered the room, and found Matt, the only occupant of the room. He had his nose stuck in a book about current medical science.

"Hey, I'm done with my work, you want some help?" Terry asked as carefully as possible so as not to scare him, when he got indulged in a book, any sudden noise could startle him. But he just looked up at her and smiled, not in the least bit surprised, which puzzled her.

"Oh, hi Terry! Yeah, could you go on the computer over there and look up anything on a guy named Peter Parker?" Matt requested as he motioned to an old dinosaur of a P.C. Terry sat in the chair and proceeded to search for the person.

"Is this Parker guy the assistant to your father's experiment?" Terry guessed

"I am pretty sure he is, in some of the papers Parker has written, he specifies he worked with a brilliant scientist, but not who, but it must be my dad, it's gotta be." Terry acknowledged his conviction, and agreeing with him, looking back at the screen now that her search had finally loaded, the first hit on her screen...was...was...

"Hey Matt, come over here! You have to see this!" Matt was up and over to the screen in a fraction of a second.

"What, what is it...! Woah!" it was splashed all over the home page and the headline screamed his name, the article said:

THE SECRET OF SPIDER-MAN REVEALED!

Peter Parker seemed to everyone like a normal guy. He had good grades, good career opportunities awaiting him. The only problem was he was forgetful, and often missed important events. Most of his friends and family knew he had a lot on his plate, but they had no idea what he was doing most of the time. When he missed those important events, he was out fighting crime as the high flying Spider-man. After his death in 1990, his apartment was searched and found the one and only original costume, a police scanner, and a cell phone connected to the belt of his suit so he could forward calls. His friends were interviewed, and no one could pinpoint a time where they had seen him and Spider-man together at the same time. His friend Harry Osbourne said that Peter always seemed to be rushing from an unknown place to wherever he was going. I for one, put this guy under the category hero, plain and simple. He sacrificed so much to save the people of New York numerous times with no asking for thanks or rewards, and all we did was criticize him and belittle him. And if he were standing in front of me now, I would genuinely say I was sorry on behalf of all the people of New York, and thank him for being there when we were in our darkest hours. And I hope that all those that had ever seen him, heard of him, admired him, make sure he will never be forgotten, it is the least we can do.

Written by: Mark Smith.

For more information on Spider-man, click here.

Matt nodded to Terry, giving her the signal to click the link. It said:

Name: Spider-man (Peter Parker)

Occupation: vigilante super hero

Abilities: super strength, precognition, able to stick to walls, and shoot webs (not sure if webs were natural or engineered.)

The rest of the page was filled with pictures of the original Spider-man. His costume was red on the top part of his arms, on his torso, and his boots and gloves. The red parts all had a web pattern on them. On his legs, obliques, and his underarms was a solid dark navy blue. His mask had two white tinted eye pieces and on his chest was a black spider graphic. His costume made him look as though he came from some alternate reality, as though he was not part of this world nor was meant to be.

"Looks like the guy was some sort of hero, but these people make him look like a martyr." Terry remarked.

"I wonder if my father knew about his powers," Matt wondered aloud.

"Probably not, I mean, this guy didn't even tell his family or friends, so why would he even think if telling a workmate?"

"Yeah, your right. Terry, I think I found everything I need, we can head back home." Matt yawned as he looked at the clock. It was already six thirty and he was going to be late for dinner. He and Terry walked out of the library and waited for the bus and got on.

"Why were you even looking that guy up anyway?" Terry questioned. Matt flinched; he hadn't thought she would pursue the matter, so he made up the best thing possible at the time

"Well, I thought he might have something of my father's, but since he is dead all of his property would be gone." Matt explained. as they pulled up at Matt's house, he said goodbye to Terry, and started thinking about a week from tomorrow, Monday night, prime time television, and the new season of Colorful Characters, it all meant a chance to make things right, a chance to help out, and hopefully get a big job that would make his allowance look like chump change.

...

It was about a week later, and Matt was ready. He had his costume made up; he decided to go all out because if this worked, the costume would pay for itself in no time. He got it done at a tailor's over in Manhattan, a small business that would do what you asked and not ask questions, they wanted the business. He took a little inspiration from the original Spider-man, but ultimately it was all his own. it was a very dark navy blue, most people would mistake it for black, but if light hit it in just the right way; you'd see it give up some of it's color. On his chest was a white spider graphic, its four font legs poised in a position that said ready to kill, whereas the back four hung down, but at the ready. It covered most of his chest and abdomen, and compared to the dark blue, it stood out brilliantly. The mask was the same blue except for his face. There, a light, almost sky-blue with a web pattern made his face stand out, especially with the two black tinted eye pieces in the middle. His shoulders and belt also had the same sky-blue with the web pattern. But personally, Matt thought the best feature was the cape. It was a translucent material with a web pattern adorning it, the bottom looking like it was torn, but that was just part of the design. Matt had noticed that the first Spider-man didn't have a cape, but he also thought that the cape might give him a more mysterious look, to make people ask themselves if they thought he was the real Spider-man, of course he wasn't, but he thought it would be nice to use the name. And besides, it was over twenty years old, and the guy hadn't put any sort of copyright on it or anything, so it was free for him to use. Matt was in his room examining his costume for tonight, he personally thought it was great, but he had to pull off the moves to make it great. Matt decided to see how it fit, so he took off his shirt and went to sit on the bed to take off his pants, when he passed his full length mirror. He was amazed, even though he knew he was strong, he never thought about any sort of noticeable muscle. Hey, he didn't look like an Arnold, but it was muscle definition all right, six-pack, biceps and all. He stood there and flexed for a while, happy with the results. He went on to the bed to go try on the costume. Once he was finished, he returned to the mirror. He examined himself for a while, almost as if he was looking at another person entirely, but that was exactly what he wanted. And if he didn't recognize himself, his mom and brother wouldn't either when they watched tonight. Satisfied, Matt took off the costume and shoved it in his gym bag. It was a durable material, the kind that didn't wrinkle, so he could shove it anywhere he needed. checking the clock, Matt saw he was going to be late of he didn't hurry, so, rushing to the door, he told his mom he'd be with Terry at the café studying. Matt had asked Terry on the way back home from the library to cover for him, and she agreed, which was a relief, to be sure. On the evening streets, Matt decided to walk/run to the studio, for the next bus was a half an hour late. He knew the studio was really far away, but he couldn't web swing out here, people could notice. Matt sped up and not surprisingly it was pretty fast. And he could feel his heart still beating slowly, steadily, this only being a fraction of how fast he could really move. When he reached the studio, he wasn't even tired, even though he had ran ten or twelve city blocks. The studio was relatively small, but they had connections, and could get you on the road to the big time if you were good enough. Before he entered, he dashed into an alley to change. When he stepped out, the line to the studio was going out the door onto the sidewalk.

"Oh man!" Matt said.

...

After waiting for most of the show (the season starter lasts for about two hours), Matt was next in line. He was a little nervous, a little stage fright creeping in on the back of his head, but ultimately nothing to worry about. 'if this works, I'm walking through the front door, handing the cash to mom, she'll be shocked, and convinced I'm into drugs or something, but then I'll just show her the truth, I know it'll work out somehow.'

"Next!" Matt heard someone yell. This was it. Matt walked out of the waiting area and onto the stage, and moved over to the host of the show, Graham Sullivan. Who introduced Matt?

"OK, everybody! Let's meet our next contestant! Wow, nice outfit, I mean seriously, what's your name?"

"Spider-man..." Matt breathed into the microphone, evoking a collective gasp from the audience. He even got a look from Graham, but Graham shrugged it of and continued the interview.

"Well, how about that, a new Spider-man folks! I think he should show us what he's got, people of New York, do you agree?" the audience cheered. No one wanted some Joe shmoe off the street; they wanted the real deal, someone who would bring them on a walk down memory lane they'd never forget. "Take it away Spider-man!" Graham walked off the stage and all eyes were focused on him. Matt had planned everything perfectly, down to the last second, now it was time to put that planning to the test.

"So," Matt started in a conversational tone as he ran to a nearby wall and made his way up to the ceiling. "I did a little digging about my predecessor before I came here; he was a really great guy, seriously!" Matt exclaimed as he shot his webs into an intricate pattern in the rafters that turned out to be the original Spider-man's eye pieces, the crowd cheered. Underneath the picture, he had created a little hammock, which he now jumped into. Sitting there, looking like he didn't have a care in the world, he continued.

"But, now be honest, you gotta give me props right? I mean, these threads are pretty sweet." he asked as he proceeded to let a line down from the hammock and effortlessly slid down it upside down. The crowd agreed by giving him a roaring applause. "Thank you, thank you! Now, may I ask for some volunteers? Raise your hands!" almost all in the studio were raising and waving their arms in the air. "Ooooook, I pick the guy in the back with the green and the lady with that gorgeous scarf." both ran down the aisle and onto the stage. "Ok, now I need the lady first, I'll get to you later Mac. Now lady, what is your name?"

"Clara."

"Pretty name! OK Clara, how about a ride?" she nodded and Matt proceeded to spin a sort of swing out of his webbing, it was about ten feet off the ground, so Matt took Clara in his arms and jumped up there, placing her in the swing. She immediately got what she had to do and swung back and forth, the strands never breaking or tearing.

"yahoo!" she cried.

"I take it the thing rides well?" Matt asked.

"Perfectly!" she replied. Then Matt turned to the man.

"OK now, what do they call you?" he asked

"John,"

"Great. Now John, I picked you because you seem like a guy who knows how to fight, am I right?" John nodded.

"Karate black belt" he said proudly

"Just what I was aiming for! Now John, I promise not to lay a finger on you, got that? But I want you to throw everything you got at me, punches, kicks, maybe even a flying elbow. Just give me everything, OK?"

"Gotcha Spidey! Ready, begin!" John threw a lightning fast punch at Matt, who simply dodged it. John followed up with a kick, which prompted Matt to do a backflip to avoid it. Punch after punch, kick after kick, it was like John was going in slow motion to Matt. John's last assault was a flying kick aimed at the face. Matt decided to wait, so at the last millisecond, he did a back bend and John sailed right over him. The crowd was in frenzy, they realized this was no Joe shmoe, this guy was the new Spider-man.

"Thank you John, and thank you, wonderful people of New York! I have just one last thing to show you before I depart from your company though." after he had let Clara down from the swing, he climbed back up to the ceiling for his big finale. The ceiling was a good forty feet off of the ground, nothing compared to the height Matt had already experienced. But one slip up and he would have one big faceplant. Positioning him just right between the rafters, and when he was satisfied...dove head first towards the ground. The people screamed, wondering if he was planning to fall to his death, but when he was maybe two feet off the ground, he shot a webline to the ceiling and effectively used it as a bungee jump to right himself. He stood on the stage; the whole crowd stared at him, silent. Then, with one voice, they cheered, and cheered and cheered and cheered. They loved him. Graham came back onto the stage clapping.

"Wow! That was amazing! Ladies and gentleman, give it up one last time for Spider-man!" the crowd gladly obliged as Matt was signaled to walk off stage; he walked backwards and waved to his adoring public. He was lead back to an office to claim his money. There, in the middle of the room, sat an old, fat man at a desk, with a sack of loot at his side, ready to be doled out to the contestants. He eyed Matt with some suspicion as he walked to the desk, but eventually reached into the sack. He threw a couple of bills on the table.

"Two-hundred bucks?" asked Matt, confused.

"Listen kid, you maybe some sort of Super hero prodigy, but you got nothin' I can use for material. I can't put you into the big time, that wouldn't be a show. Better luck next time." he said in a bored and annoyed voice. "Now get outta here." he motioned to the door. Matt angrily took the bills and left. Under his mask, Matt's face was convulsed into a look of seething rage. All of his plans, ruined. He couldn't show his mom some puny two-hundred. As he walked out the door, he heard shouting behind him. Matt saw a man running down the hall towards him, clutching the sack of money.

"Stop him!" yelled the owner, but Matt had already given the robber the right of way to leave. The owner ran up to Matt and said "you could have stopped him cold!" under his mask, Matt smiled

"Oh well, better luck next time." he repeated as he walked out the door. Feeling better, Matt undressed in the alleyway and took the bus home. The traffic made it worse than walking, but Matt was glad to get off his feet. As he walked through the front door, something seemed very wrong, the lights were off and the TV in the kitchen was on. He turned into the kitchen to see his mom, staring at the screen, not moving an inch.

"Mom...? Where is Nicky?" he asked tentatively his mom looked up at him, her expression hollow. Tears were streaming down her face she could barely speak.

"The man...and...The gun...and Nick, he took Nick!" she screamed, pointing at the screen. Matt saw video of the police chasing someone wearing a robber's mask, heading down their street. The robber broke into their home, and he came out with Nick, the gun pointed at him. Matt went white, his brother, was gone. He took Nick. Matt dejectedly walked up to his room, not wanting to see the rest. He sat on his bed, head in his hands, 'no...No...This can't be happening! Nick can't die, no, he just can't. Dad would be so ashamed of me. I'm helpless, I can't do anything to help, I can't do...' he stopped his thought and tore open his duffel bag, and saw the suit, the mask on top looking at him, and Matt thought it was saying 'help him, you have the power, help him!' Matt instantly piled some things under his covers to make it look like he was asleep, then he ripped of his clothes and put on the suit. He opened the window in his room and jumped into the air and onto a nearby tree. He shot a webline to a nearby building, and started swinging toward the sirens. All of his actions guided by rage. He arrived at the forest by his house, the police surrounding it, fear to go in for the child's safety. Landing soundlessly on a house nearby him entered the forest, night shrouding him from vision. The robber on the other hand, was in the clearing in the middle of the forest, anxious and fearful of being caught. Nick was shaking in fear as well, but of the man that had taken him captive. His mom had always said never to underestimate a desperate man, and to Nick, this guy looked desperate enough. The man had an arm around Nick's neck, cutting off some of his breathing. Suddenly, the robber heard a sound in the trees, a light rustling. He fired a shot at the sound, but to no avail. Matt's spider sense had alerted him and he deftly moved out of the way. Jumping from tree to tree as quietly as possible, Matt made his way around the outside of the clearing and behind the robber and Nick. Poised to attack, he sprung out of the trees and nailed the robber in the leg with a kick. Having been taken by surprise, he let go of Nick.

"Go! Run!" Matt yelled to his brother as the robber got up, pointing his gun at Matt. he was a split second from firing when Mat jumped back, balancing on his hands and kicked the gun away. The guy rushed toward him and tried to throw a punch, but instead of dodging, Matt simply caught his hand and twisted it into a painful position, causing the robber to cry out. Matt took off the guy's mask and held him up by the collar to the light. The guys face...it was the thug from the studio, whom he had let escape. Matt was stunned, which allowed the thug to throw a punch that hit him pretty hard, causing Matt to drop him.

"Gimme a chance man!" the robber yelled.

"No, never again!" he yelled as he webbed the guy up. He grabbed him and swung away, dropping the robber off with the police. He dropped into his room and took off the suit, and immediately started crying. It wasn't weakness, just a sigh of relief in effect, a let go of all the stress that had built up in him in the past two hours. 'It was my fault, mine. I let him get away, and I almost lost Nicky. I can't ever do that again; let someone get away just because I didn't feel like catching them. I know what I must do.' He finished his thought just as the police brought Nick home. Matt ran downstairs and hugged his baby brother, and his mom hugged both of them. And they stood there bawling for a while before they all went to bed, Nick sleeping in Matt's room, he was a little shaken. But all went to bed and slept relatively peacefully, knowing the youngest was safe.

(in case you are all wondering, the first six chapters have been prewritten, just so you all know )


	5. Chapter 5

Chapter 5 (or chapter...uhh...idk what to call this one?)

Terry was sitting in her room, bored. Matt hadn't called her in weeks. No message, no note, no signal that he was alive, nothing. The only evidence of his existence was at school, but there he seemed tired, almost as if he had been run ragged. She didn't know what was wrong with him, first he asks her to cover for him, and then he's walking around the school like a zombie. Something definitely happened to him that day, of that she was sure. She hated confronting him about his personal life, but hey, wasn't she supposed to be a part of it? It was about noon on Saturday, the first day of spring break, and she was just sitting inside when there was so much that could be done! 'Oh, he'll talk about it when he wants to, I am going to call...to call...ugh! What's the use, I have to call him...again.' she whipped out her cell and pushed one for his speed dial. It rang...and rang...and rang. But then, when it was about to go to voicemail, he answered.

"Uuuhh...yeah?" he asked, sounding like he was in the middle of something important.

"Hey, Matt, its Terry, I was wondering, is it OK if we can...you knows...just talk. We haven't for so long." as she spoke, she heard noises in the background, it sounded like a struggle.

"Sure, sure. How about we meet at the café at six, OK?"

"Great! Uuuh Matt, are you OK?"

"Fine, I'm just with Nick at the arcade, playing a head to head two player with him, it's pretty intense!"

"Yeah, I can tell through the phone. Well have fun, and see you at six, bye."

"bye." she hung up, relieved he had accepted her invitation. She was genuinely worried about him sometimes. As she went downstairs to get something to eat, she wondered what game Matt and Nick could possibly be playing make that much noise.

"Woah there, big fella!" Matt had just been an inch away from having his head shoved down his throat by a guy that not many normal people would want to get mad. The guy had been stealing TV's out of the back of a store, and Matt of course just happened to be walking past. He knew he had to stop the guy, so he changed and swung into action. The crook might have been twice his size, but he was as slow as a lead balloon compared to Matt. They had gotten into a fight and halfway through the struggle, Terry called Matt, asking him if he could talk. He pushed it off until tonight, but he knew he couldn't avoid the girl forever.

"Leave me alone!" the guy yelled in a thick NY accent as he threw another punch at Matt.

"I will, if you leave the TV's alone." Matt replied, bouncing off the wall he clung to and onto the ceiling. The thug tried his best to reach Matt, but to no avail. It may have been a small back room, but the ceiling was high enough to keep Matt out of reach.

"Come back down and fight like a man!" the crook challenged.

"Uuuh, no. howsabout I just bring you up here and we can chat all friendly-like?" Matt showered a net of webbing down on the guy, effectively trapping him. And with a simple yank, the guy was plastered to the ceiling, trapped. "See ya!" Matt said as he swung down out of the room and into the open sky. 'Well, that didn't take to long thankfully. But I wonder what Terry wants? Whatever it could be, I guess she thinks it's important. Well, whatever, I'll address that bridge when I come to it.' Matt was out on the island patrolling the city streets. Lately he had come accustomed to webswinging wherever he needed to go, just in case. Today, it was mostly for pleasure. With nowhere in particular to be as yet, he just liked to feel the open air about him, being in the canopy of skyscrapers was a feeling unrivaled in Matt's mind. Matt stopped on a tall, ornate building with those creepy gargoyles, marveling at the view that was all his. 'You know this isn't so bad. Pop a few crooks here and there and have some fun with it, yeah. Not bad at all.' Matt had contemplated his situation thoroughly in the past weeks, even now he thought about all the little children in the world who dreamt of having powers, powers like the ones he now possessed. He wondered what most of them would think of the abilities after experiencing the absolute agony he had to go through. Probably that it was way worth it. But anyway, after contemplating this subject, Matt continued on through the city, killing time until him and Terry's meeting.

"No sign of him, boss." a thug whispered through his walkie-talkie. On a high rooftop, this man stood, looking for someone important. With binoculars held to his face, he meticulously scanned the street below him for his target. He'd been doing this for over an hour, as assigned to him by his boss. But there was not even a trace of the guy they were after.

"Head back, we'll try again later." said a voice through the walkie-talkie. The guy 10-4'd it and went towards the stairs to get to ground level.

Terry was rushing to the Silver Spoon Café; she wanted to get a nice out of the way spot for her and Matt to talk. The Silver Spoon was a popular hangout for a lot of kids that went to M3, even the popular crowd came here every once and a while to grace their underlings with their presence. But Terry and Matt used the café strictly for studying and hangout purposes, they didn't have anything else to prove. As she grabbed a spot farthest away from the rest of the tables, she resigned herself to wait for her friend.

"We need something to lure him out, something that will show undeniable proof that he is a problem that needs fixing." said a mysterious figure to Schmidty. Schmidty was a man about in his late thirties, with blonde-gray hair and features that looked hardened, along with combat skills not rivaled by any hood in New York; he was a force to be reckoned with. He was wearing a blue pin-stripe suit and standing in his boss' office, which was at his desk, shrouded in the darkness of the room. They were discussing a possible chink in the armor of their operations, which had never happened as long as Schmidty had been around. The only problem was that they couldn't pinpoint whether it was the real deal, or the boys were just trying to stiff the big man, AKA Schmidty's boss.

"Well, set off a robbery in the area where our guys can get a good look at him." Schmidty suggested. Even through the dark, he saw his boss nod his head in agreement.

"We'll start small, and then see if we have to step it up a notch." the big man waved Schmidty out of the room and he complied, leaving his boss with his thoughts.

"Hiya Matt." Terry smiled sweetly as Matt came to sit with her, drinks in hand.

"Hey Terry, what's up? Anything in particular?" he asked while handing her a cup filled with warm, aromatic coffee.

"Yeah, actually, there is. Are you OK? I mean, these past few weeks seem to have taken a toll on you. You come to school tired and unresponsive. You rush out after school, leaving no trace of your existence. Something changed that night, that night you asked me to cover for you, what happened?" Matt was shocked. He though he'd gotten off the hook when she didn't ask about it sooner. But apparently she just hadn't gotten a hold of him. He didn't know what to say, or do. His pulse sped up; he broke out into a sweat.

"I...uuuh...uuuuuh..." he stammered, trying to buy himself some time. Then, a buzzing feeling I his head alerted him to danger. But it wasn't just the feeling, he could suddenly see all around him, out of his body, any movement he could sense. And in his mind's eye he could "see" someone setting dynamite packs at the store across the street. Matt had only a few seconds to react, and he took full advantage. He grabbed Terry's hand and rushed away from the café, while she tried to resist, assuming his motives. He held her hand tightly, making sure not to let her slip away as he pulled her around the side of the building and close to his body, shielding her from the blast. It erupted into the sky, spraying debris all around. When it was finished, Terry looked up at Matt awestruck by his quick timing.

"How did you...!"

"No time! Run!" he whipped her body around and sent her in the opposite direction. She obeyed and ran, not looking back. Making sure no one was around; Matt scaled the wall of the café. When he arrived at the top, he prepared for action. He had taken to wearing his suit under his clothes, so it took minimal effort to get into character. When he was ready, he sprung from the rooftop in the direction of the explosion.

'Saved by the bell...or... explosion.' Matt thought gratefully as he landed behind two masked men holding bags filled with loot, staring into the night sky. Matt had been quiet enough so that they hadn't noticed him.

"Where is he?" asked the one.

"I don't know. Man, I though that would get him here for sure, oh well, we better scram before the cops show up." replied the other. But before they could get away, both were glued where they stood by Matt's webs.

"Can you say 'obvious trap'?" asked Matt mockingly as the sirens blared and came closer still. "So, can you boys tell me who wants my hide?" neither replied, fearing their superior more than Spider-man, who was right in front of them. "Oh well, nothing I can do, see ya around!" Matt said as he leapt to a nearby wall with the cops turning the corner. And as they got out of their cars, some may have seen a dark figure swinging away on a gossamer line.

Terry stopped a few blocks from the café and turned to see Matt wasn't with her. Immediately she panicked, wondering whether he went to try to stop the thugs or something equally stupid. But just as she started to head back for him, she felt a light tap on her shoulder. She spun around to see Matt, standing there, smiling.

"Where were you?" she demanded, ticked off that he left.

"I went to call the cops, my cell died, so I had to use a payphone." he explained. She seemed to believe him, but was still eyeing him with clear suspicion. "Come on, I'll take you home." he offered. Perfect, score a little cross town bus time with him and continue their conversation.

"Sure, that'd be great." she walked with him to the bus stop and got on when it arrived. They sat down; she finally had him where she wanted him. "So, as you were saying?"

"What?"

"You were going to answer my question before that whole fiasco, weren't you?"

"Oh...uuuh...yeah." he stammered. He knew he couldn't escape, but he still had an ace up his sleeve. "Well, that day I asked you to cover for me; I went to try to win some money, for my mom. But it didn't work out. And when I came home, Nick had been kidnapped by some psychotic robber. He's OK, but I've been loosing some sleep over it, to tell you." he finished.

"Oh, well, thank you for telling me. And I'm sorry I got all over you about it." Terry felt so guilty, doing that to him, and it was her fault for dragging him to the café in the first place that they even were in that mess.

"That's OK, you were concerned, and I appreciate it." He assured her. After this bit of conversation ended, neither knew what to say, so it remained silent. When they arrived at Terry's house, Matt saw her inside and then went back to the bus stop to go home, but decided to take his own alternate form of transportation. 'Wow, she was really worried.' Matt thought about their meeting as he swung high above the streets. 'Worry leads to suspicion, and that is something I don't need. I have to be more careful, I can't just use one half of my life and forget the other, it has to look like I am the same as I always was, a geek that is picked on, but I have a great, loving family to watch over me.' As he arrived near the bridge off the island on top of one of the many spires supporting it, something struck him. No matter how much he had traveled the city in his new persona, he had never gone across the bridge; he had always taken the bus. 'Well, better late than never.' He ran up a cable that was connected to the spire, balancing perfectly on the small surface area. When he reached the arch of the cable, the highest point, he jumped. Shooting a web line as he went, he felt it snag on another cable, catapulting him closer to home. He had to admit he was pretty sleepy, but he had enough in reserve to keep this up until home. Making it across the bridge in one piece, Matt headed for home. He dropped through his window and got on his clothes (he remembered to pick them up after the fight), jumped back out and entered through the front door. Matt saw his mom, asleep on the couch, waiting up for him. At least he could do something to help there. 'I'll just take her to bed, this isn't a regular occurrence with me being late for curfew, so she likes to wait up, I'll explain in the morning.' He maneuvered her into a good position and picked her up bridal style. He was glad he could take her to bed without waking her up; she needed all the sleep she could get. Laying her down gently, he covered her with a light blanket and headed back downstairs. He sat in the kitchen for a while, ate a little something. When he was putting the dish that he was using away, he saw something out of the corner of his eye. Walking over to the counter, he saw a group of envelopes hidden behind the toaster. He picked them up and examined them. Bills, all bills. Gas, phone, electric, past due too. Matt was shocked, he had no idea that they were that behind. Matt suddenly felt so guilty for causing his mom to stress over him, it made him feel sick inside. After placing the bills back, he headed up to bed, wondering what the next day would bring.

(A/N: hey I'm sorry I am skipping around days and such, I'm just trying to get to the action as fast as possible. And I think have accomplished that, on to the action!)


	6. Chapter 6

Chapter 6 (or chapter, playing with the big boys)

"are you sure?" a feminine voice asked Trek. Trek nodded, she was sure. The person who owned said voice turned her chair around, hiding her face, leaving Trek the only one visible. Trek was a woman in her early thirties, with shimmering platinum blonde hair and hazel eyes, along with her pretty face and daunting stature, not to mention her prowess with the finest weaponry around, she was as pretty as she was dangerous. Turning back to face Trek, the woman remained concealed because of a slivery cloak, placed precisely to cover her features.

"Then it's time we took certain measures of our own, with the two of us after him, he won't stand a chance, then we get back to business, I'll leave this in your hands, Trek." Trek again nodded, preferring to be frank with her superior or as she like to be called, the Vixen. Vixen dismissed her and Trek went to take care of her new business.

Wednesday morning of spring break rolled around and Matt woke up to the melodious sound of Nick yelling "WAKE UP! WAKE UP!" in his ear.

"OK, OK Nick, I'm up, I'm up, go downstairs and start your breakfast, OK?" nick nodded in affirmation of Matt's requests. Rushing out the door and down the stairs, Nick hoped Matt remembered, he desperately hoped Matt remembered. It was so very important to him; he almost couldn't bear to wait until Matt got down into the kitchen. When Mat finally did join Nick, he was fully dressed, but Nick didn't really notice, because Matt was just as groggy as any day. Shuffling to go get a bowl for cereal, Matt looked over to Nick, who was emphatically bouncing up and down in his seat. To Matt it looked like he could have been excited if someone said a truck was going to run him over. Nothing could detract from the simple awesomeness of this day. Today was the day, once a year; Matt would take Nick out onto the island and do whatever. It was a brother to brother bonding thing that brought both of them closer together, it was especially exciting for Nick because he barely ever went to the island; his school was close to the tunnel on the way home, so usually there was no reason for him to go there. And today there was an added bonus, today was the World's Fair, held by G.F. Technologies, a big tech corporation in NY. Gale Faraday, CEO and founder of the company held it every year to advertise, advertise, and advertise. They handed out everything imaginable that could have a G.F. logo on it. But despite all that, it was a nice fair, a good cultural experience for Nick. And even so, Mitch Faraday, Gale's son, was Matt's best friend from back in sixth grade, although he had been gone for most of the year studying abroad, Matt still wondered if there was a possibility of seeing him there. As both siblings finished their morning meal, Nick asked earnestly

"Did you remember?"

"Why wouldn't I? Go get dressed and I'll pack us some snacks and cash for the fair…so don't just stand there, get going!" his smile from ear to ear, Nick was up the stairs faster than a speeding bullet. Matt grabbed his biking pack and filled it with junk food and money for the fair.

"It's great to be back, eh dad?" Mitch asked his dad Gale. All he got in return was a not and some sort of grunt. At that Mitch resigned himself to silence, he hated long drives in the car with his dad, and it was so…awkward. His father always serious, being a CEO and all, and him always the joker around his friends, it made for an unbalanced relationship. But one thing was for sure, he was glad to be back. Even though it was the tail end of the year, he was anxious to finish it out with his friends, especially Matt. He and Matt went way back…OK; only sixth grade, but they had gotten along great together. And when they met Terry in seventh and their little group of misfits grew, and they were quite comfortable with each other. It would be so nice to feel liked, after getting the cold shoulder the whole year from dad; it would be great to have an actual conversation for a change. As the car rounded the bend to Times Square, Mitch saw people setting up tents for the World's Fair later today. Mitch had always liked the fair in general, he just hated the publicity. As the car stopped, Mitch got out and took a deep breath of the NY air. 'That's the stuff' he thought. His dad was still staring at his PDA, planning his meetings for the week. Mitch sighed; it was going to be a long two hours.

Gale Faraday walked over to the Fair site, inspecting booths and such, periodically hearing people shout out "hi, Mr. Faraday.", but he just ignored it, anyone who said hi to him was just being a kiss-up, and to him, it was the worst thing anyone could be, next to sniveling, groveling, and begging in general, all were things despised by Faraday the Elder. Case-in-point, Faraday's personal assistant, George Harvey. With him, it was always "Yes, Mr. Faraday; No Mr. Faraday; Sorry Mr. Faraday." The only reason George was kept on was that Faraday liked hearing his name. It gave him a feeling of power. Faraday, the name of the famous scientist who designed the Faraday Cage to deflect electricity, which was what, got Gale interested in technology and robotics in the first place, the name. And that name had gotten him far, up the corporate ladder and to the head of his own company, G.F. Technologies, he liked the sound of that. As he looked up at a balloon of a Rasta Man, he nodded in approval in the direction of someone still in the process of blowing it up. The spectators would be arriving soon, and Gale decided he would take his place in the balcony with the board members and others who he didn't actually prefer to be with.

"How is your ice cream?" Matt asked Nick as he practically inhaled a swirl cone.

"Great!" Nick replied hyped up on sugar. Matt and Nick were sitting in a Dairy Queen, helping themselves to some treats before the fair. "When does it start?" asked Nick.

"In a little bit, just is patient." Matt calmed his brother. Nick was completely ecstatic about the fair; he absolutely loved the fireworks, which was the only thing he cared about. Matt, on the other hand, was looking forward to possibly seeing Mitch there, and also other neighbors he might meet.

"I'm done!" Nick announced. Matt nodded and threw away the mountains of napkins Nick had used to clean his face with.

"OK Nick, I think it's about time we get going."

"Yippee!" Nick yelled, charging out of the store with Matt right behind him. They walked a few blocks to Times Square, and when they turned the corner…

"Wow…" Matt and Nick breathed simultaneously. It truly was a sight that would leave one speechless. The sun was just about to set, and the light hit the water bubbling from the portable fountain, casting a shimmering rainbow on the building behind it. The lights all around the fair all mimicked the same colors, light blues and greens paired with dark reds, bright yellows, and neon oranges, it was magnificent. And strung across the top was a banner that read_ we celebrate the Rainbow of Diversity All Over the World. _

"Well, I have to admit that this certainly is his best shtick." Matt sighed as Nick looked up at him with a puzzled expression.

"What does that mean, Matt?"

"Oh, nothin' little buddy, let's go have some fun!" Matt digressed as they made their way through the crowd to do their favorite activities. from booth to both they went, playing games and winning tickets. Matt's favorite game in particular was ski ball, while Nick's was the one shot basketball hoop. after a few hours, both were sitting on a bench resting their feet. Matt's eyes were on the ground when he heard

"mind if I join you?" Matt snapped his head up to reveal Mitch Faraday standing right in front of him.

"hey Mitch, what's up? Come on and sit with us."

"I'd be honored." Mitch said jokingly, Matt just smiled while Nick laughed a bit.

"How was your trip, exciting?" Nick asked Mitch.

"Well, not really, it was just the usual places; Milan, Paris, Barcelona, you know." Mitch downplayed it.

"Oh…" said Nick, not knowing that much about history, he didn't know how famous those cities were.

"That's cool, nothin' going on here, just school and the like." Matt sympathized, if sarcastically.

"Well, I'm done just sitting here, why don't I show you the ins and outs of the fair?" Mitch offered.

"Great, let's get started then."

(Hey all you peoples out there! I hope u like my stuff, because I will be updating weekly hopefully, and it hopefully is worth waiting for!)


	7. Chapter 7

(A/N: this chapter is my first real update, not prewritten, so let's see what I can come up with! Please review!)

Chapter seven (or chapter, The Fist Strike):

"Uhhh…Sir?" Schmidty asked his boss as he watched him pace around the room. The Big Man looked annoyed by the sound of Schmidty's voice, but didn't protest either; he just began to speak,

"Is there a downside to this? How will we know that she is telling the truth?" The Big Man muttered to himself, not even acknowledging his underling's presence.

"What about a spy, can we send someone into the Vixen's operations to keep an eye on what she is doing?" nothing, it seemed that no matter what he did, Schmidty could not allay his boss' fears of this alliance. Truth be told, he didn't like either_, but better to be safe than sorry, as the saying goes_, Schmidty thought. Suddenly, The Big Man spun to face his lackey, and asked,

"How strong are Vixen's forces, what information do we have?" in an inspired tone.

"As far as we know, she has a strong hold on her territories, but not enough protection to take on us." The blonde man replied.

"so, I guess it's time to make a deal then…"

Matt was ready to hit the hay, he had walked around the whole of the fair and Mitch had been so eager to know about the school year so far that Matt hadn't had any downtime since 7:00, and that was four hours ago. Mitch was accompanying Nick to the bathroom while Matt waited outside, practically sleeping while standing. He may have been able to handle thugs, robbers and rescues, but two hyper kids (Mitch at heart) were a little too much for him. As he was drifting off into a half-sleep, that familiar buzz went off inside the base of his skull, and roused him. Matt snapped his head up to the building in front of him, and although it was dark, his spider-sense confirmed his suspicions, there was rubble falling from the top of the building! Taking a quick glance of his surroundings, he noticed two other people waiting by the bathroom that were in the line of fire, deciding it was dark enough, he shot a web line at both of them and pulled them a safe distance away. Taking off through the crowd, Matt found an empty booth and crawled inside to change; he knew that buildings just don't break apart by themselves. When he was finished, he ripped a hole in the top of the both and jumped through the hole, shooting a web line at the building that dropped the rubble. Landing on the wall, he saw below that people were gaping at the rubble and then up at the building, wondering what had happened, spotting Mitch and Nick leaving the bathroom, he then turned his attention to scaling the wall to find the source of the rubble. It took a few minutes to reach the top, but when he arrived, there was nothing to be found except a big chunk of the roof had been taken out. Matt walked up to the hole, and upon further inspection found a couple of wires and metal underneath some of the wreckage.

_Whoever did this used a detpack, and from what I have found, it seems to be a short range one at that._ Matt looked around, peering into the darkness, looking at the other rooftops to see if there was a figure there, a body in the gloom. And just before he turned away, a glimmer from a rooftop two buildings away caught his eye. Jumping off the edge of the rooftop and heading for the next, Matt saw it was the glimmer of a screen of some sort. Gauging his jump so that he could land on the wall, he climbed to the other side. And peeking his head over the edge, in the light of the miniature screen, saw a woman. She was, about in her late twenties, had really light hair, and was wearing a metal faceplate to cover her features, along with a metal bodysuit. Matt heard her talking to someone on a communicator, which Matt assumed was the source of the light. Inching his way over the edge of the roof, he heard traces of words like "job", "deal", and "alliance". While he strained to hear more, he accidentally stepped on a windblown leaf. The woman whipped around to see him, a look of…contentment on her face.

"Wondered when you'd show up, you're the only reason I'm here at all." She said in a smooth voice.

"Really? Little ole' me? aww that's sweet, but I'm not your type, trust me." Matt replied, shrouding his curiosity and slight fear with quips.

"lets just get this over with." The woman sighed and immediately ran towards Matt, unsheathing some sort of laser whip, Matt guessed. Reacting quickly, he back sprung away, far enough to save himself, but not enough to get caught by the tip of the whip, which cut a gash in his back. Holding in the scream that had quickly built up in his throat, Matt realized this was the fist time he had ever been really injured in combat. Continuing onto his feet, Matt had to dodge the instant he stopped moving. She was standing a few feet away, slashing at him again and again, and every few slashes she got him, his, leg, both his arms and his chest. Besides the obvious pain that came with the cuts, there was also a stinging sensation, but Matt didn't have time to ponder that at the moment, he was trying to figure out a way to beat her, admittedly, Matt hadn't thought this through, he barely had any fighting skills, and he could see she was actually getting bored.

_My Webs! Why didn't I think of them before, sheesh!_ He thought. He shot a web around his foe's arms and torso, unfortunately, as she dropped her weapon, the laser cut her free. Acting on instinct, he kicked it off the side of the building as it deactivated.

"You haven't got a chance if that's your best move." The woman sneered at him as she jumped up, readying herself for a kick. That's when he struck, he spun another web, wrapping her up again, sidestepping her and pulling the web taught, he spun her around again and again, until he let her go, spinning a giant web behind her to catch he, and then scaled the wall to get back to his clothes and his companions.

_I can't deny it, there are people after me already, and I'm not ready._ As he landed in an alley, he spied the booth where his clothes were, and seeing it was close enough, he shot a line and grabbed them. As he unfolded his clothes and picked the webbing off them, something fell out of his shirt, picking it up, Matt read:

If you want answers, meet me at the old dock warehouse at 9:00 tomorrow.

Courtesy,

Your Friendly Neighborhood Spiderman


	8. Chapter 8

Matt was dumbfounded. he thought he had been so carefuln wearing his costume under his clothes, never using his webs in his bedroom, how had someone found out? the only person he could think of was Terry, but he hadn't been Spiderman for a month, how could she have connected the two already? it didn't really matter now, because someone had found out, and was offering him some answers. what could anyone know about his abilities?

'that is why I am going to find out.' all of these things went through Matt's head as he swung his way to the docks, on his way to meet this mysterious stranger. he would do everything, anything, to keep his alter ego a secret, to keep his friends and family safe, whatever it took. Matt dropped to his feet near the docks, and decided to enter the building from the roof, so he made his way up the decrepid walls. after finding the air vents, he made his way through them...and got lost. he had been trying to find an opening for a few minutes, when his spider sense went into over drive!

'there is something following me.' he thought over the buzzing noise in his head. it was intense, almost crippling his ability to think straight. he forged on, twisting and turning through the ducts, but his spider sense would not let up. 'i am through!' Matt found a seam in the duct and pulled, making a hole large enough for him to jump through. landing on the grimy concrete floor, he surveyed his surroundings. the place was mostly barren with moonlight coming through the dirty windows. his spider sense had subsided, but was still rattling at the base of his skull. suddenly, his light was interrupted. a shadow was cast, obsuring his own features, it almost matched his own. he turned to face the figure, and saw...

"Matt?" he heard a feminine voice ask, and recognised it immediately.

"mom?"

"yes hon." MJ said softly. Matt ripped off his mask and walked toward her.

"how did you know? I thought that I..."

"Matt, there was no way I wouldn't know, i've kept certain things from youou and Nicky that i'm not proud of, but you have to understand, it needed to be done, to protect you."

"what do you mean? what didn't you tell us?" he said, getting closer so you could se her features. she had stained her face with tears, but she had a smile on her face.

"...well, maybe I should let him tell you."

"who?" Matt asked. just then, he felt his spider-sense went back to over drive, when another figure came from behind him.

"Me." said a male voice. and Matt saw a black spider symbol spreading across his chest. and there was only other one person Matt knew who would dress like that.

"but...you...can't be! you're supposed to be..." Matt tried to order his thoughts.

"I know, i've heard it before, I would have thought you would have figured it out, after all, you are my son." Matt heard what he was saying, but he didn't believe it, and with his spider- sense pressing down on him, along with the stress, Matt blacked out.


	9. Chapter 9

When Matt came to, he realized that he wasn't in the warehouse anymore. He awoke in his bedroom! He sprung out of the bed, and realized he was still in his suit. Getting into some normal clothes, he rushed downstairs, looking for his mother and his...the man that was with her last night. Racing down the stairs, he made a sharp turn into the kitchen, flailing madly, trying to find someone, anyone, in the house. He made another sharp turn into the den where Nick usually played. And that is where he found MJ and Nick leisurely playing a game of yahtzee, like they usually would on a Sunday morning.

"Hey honey, your up" MJ said happily.

"Hey Matt, you wanna play? We could start a new game." calming down some, Matt answered

"Naw, I think I'll head out, maybe call up Mitch and Terry, have a little reunion, you know."

"Oh, Mitch is back in town?" MJ said curiously.

"Yeah, we met up with him at the fair. He showed us around and stuff." Nick answered in Matt's behalf.

"Well, then you should go meet them, and say hi to both of them for me." MJ called after Matt as he rushed out of the door, grabbing a jacket as he went. When he got outside, he got into the nearest alley and donned his costume.

'She must have known I wasn't going to meet them.' Matt thought, knowing what she knew, his mother knew exactly where he was going. He swung across the city back to the warehouse; he was going to find him. Last night was a clue, he realized, a clue to why his dad couldn't come home, and Matthew Ben Tyler was going to find out why, even if it took his whole life.

(A/N: hello my faithful readers! (If I have any...I hope I do) I am ending this part of the series here, but I will do more, after I finish my other stories I am working on. And if you like what is on this story, I BEG YOU TO CHECK OUT MY OTHER STORIES! It would be much appreciated!i also apologize on how short this is.)


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